What If: The SUPERIOR Spider-Man
by Snowy Mountain
Summary: My personal take on what the SUPERIOR Spider-Man should be like; none of this Doc Ock inhabiting Peter's body stuff.


**_At the Dawn of Everything was I christened Uatu. And I am a Watcher._**

**_Like all those of my race, I am bound to observe but never interfere. I am to remain as a neutral and impartial witness to events both great and small. I record the often-tragic, often-inspiring saga of this planet you call Earth … in all of it's many permutations and variations. _**

**_For what you know as "history" is not one river with a solitary flow, moving inexorably in a single direction. No, it is an unending tributaries of possibilities and potentialities; for every action there is an infinite number of possible reactions, each of which branches off into its own distinct alternate universe. _**

**_What is, what was, and what may be can be altered through a single event. A chain of causality that can alter the lives of millions—even billions. _**

**_And it all begins here with the costumed adventurer known as Peter Parker … the Spider-Man. When a single moment can cause him to become one of the greatest heroes of his world. _**

**_What if Peter Parker is not simply an Amazing Spider-Man—but a Superior Spider-Man?_**

* * *

**WHAT IF?**

**The SUPERIOR Spider-Man**

Chapter One: _Future Glimpses_

* * *

**New York City**

Salvadore Lombardi gulped as he nervously racked the slide on his automatic pistol and blotted his forehead with the back of his sleeve. And tried not to look as young as he appeared.

In comparison, the older man seated next to him wasn't even sweating. He casually lit an old wooden match with a scritch on the interior metal paneling and lit the cigarette dangling in his mouth. "Nervous Sal?" he asked calmly.

"Uh—yeah—I—I guess so. This—this is my first job. Well, you know—my first really **_big_** job," Sal stammered, awed at the fact that his companion was even speaking to him and nervously racked the slide of his gun again. Quietly he said, "I don't wanna screw it up."

The older man flashed a grin, "Don't be. 'Cause, tonight—you're with me."

Sal stared at him with gratitude. "Wow! Thanks—I mean—"

Suddenly the large white commercial box van came a screeching halt. There was a moment of silence and then, Sal's cousin Vinnie proclaimed, "OK, we're clear!"

"Relax kid and trust Max, OK?" his newly proclaimed buddy said with a final puff of his cigarette that was flicked aside with a smirk. He stood up, stretched and then pulled on his mask with the stylized lightning bolts radiating outward even as the rear panel door of the van rattled as it retracted upward and the electric wielding supervillian Max Dillion aka Electro hopped out.

* * *

The swanky Diamond Exchange was filled with works of art and gleaming and highly polished glass cases. It also boasted a state-of-the-art security system. A system that was so sophisticated that the New York Diamond Exchange had done away with human guards as being a frivolous expense.

Human guards wouldn't have been much protection anyway, but they would have been able to alert someone when the alarm boxes mounted high on columns of the interior suddenly sparked as streamers of high voltage came shooting out and shorted them all out, plunging the entire store into darkness except for an occasional shower of sparks. After a moment, the emergency red lighting clicked on and all was quiet.

"Nice work sir!" Sal gushed, completely enthralled as Electro grinned and casually rubbed his gloved fingertips against his costumed chest. "All in a day's work kid, all in a day's work," he said dismissively as the other thieves ignited a torch and began cutting through the door locks.

Within a matter of moments, they were through and the gang of thieves entered the Diamond Exchange. Sal scurried up to one of the displays and brought up the butt of his gun to smash the case when Electro grabbed his arm. "Don't bother with that, kid. It's just glass," he said with a bored tone of voice. "They lock up the real stuff at night. Just in case."

Electro cackled as he gestured broadly towards the back of the store and the gigantic circular vault door. "That's the real prize."

"Oh man, that thing looks like it's gotta be at least a foot thick of steel!" Sal said, his jaw dropping in horror.

"Heh. Three feet," Electro corrected with a grin as he rapped the door with his knuckles.

"How long is it going to take the torch to cut through that monster?" Sal asked, thinking that the acetylene torch used on the door looked awfully dinky compared to the vault.

"Hours. Minimum," Electro said smugly. He slapped the vault door with a hand. "They were proud as punch about their 'new security systems' in the Daily Bugle. Including their new special reinforced vault. But the locking controls are still electric."

Sal brightened. "Ooooh!"

* * *

There was a tremendous flash of light and slowly, the vault door creaked open as Electro raised his arms in triumph. "Alright! Go to it boys!" he ordered as the thugs rushed into the vault and began upending trays of diamonds and pouring them into sacks.

Electro reached out and grabbed a handful of glittering diamonds on a crushed velvet tray. "Beautiful…" he murmured with a leering smirk.

Unseen by Electro or any of his gleeful gang, a tiny lens aperture rotated, zooming in and out as it continued to silently record the activities of the diamond thieves. Engraved by laser etching and barely visible to the naked eye around the diameter of the aperture were the words: SPYDER TECH.

The miniature camera itself was embedded in a tiny metal casing, roughly the size of a marble with eight miniature flexible armatures. After a moment, the armatures extended and the tiny surveillance mini-spy crawled to obtain a better viewing angle as it continued to transmit its images.

* * *

PSSSSHHHH. PSSSSHHH.

A trio of kids were busy graffiting a building with spray cans. I shake my head as I descend on a webline upside down.

I smirk as I am about face level to the delinquents and hiss. "Pssst! Psssst!"

For a second, they assume that it is simply the sound of one of the sprayers but finally, one of them glances over his shoulder and finds himself looking the blank mirror-like lenses of my mask.

I grin. "Boo."

"AAAAHHH!"

I give them credit that they are quick little devils. The scream of surprise causes the other two to dump the spray cans and haul ass. Quick—but not quick enough to escape a strand of webbing that drags each of them back to the scene of the crime.

I continue to hang there, suspended upside down as I casually examine the trio of morose boys all webbed to a wall, then the several spray cans lying discarded on the sidewalk for a moment. Finally, I release my grip and twisted in midair to land in a crouch on the pavement and rose to my full height with my hands on his hips.

I know that I'm a rather imposing sight in my red and black Spider-Armor. "Don't you boys have better things to rather than defacing other people's property? It is a school night you know," I drawl, waggling a finger at them.

All he got was a glare from one, a blank look from the other, and the third had a downright fascination with his shoes—all were silent.

Peter sighed.

Captain America could get juvenile delinquents to be bawling in shame with a single disapproving look. At least they weren't cursing him out.

"I'll take your silence as 'Yes, sir Mister Spider-Man!' " he proclaimed sternly.

Nothing but incredibly awkward silence.

_He debated trying to come off as cool and hip—_he frowned—_did the kids still use the word 'hip'?_ He had the feeling that his attempts to lecture them would not be well received.

"Well, let's see what the cops gotta say about you scofflaws—"

**_BZZTT. BZZTT. _**

His com-link started buzzing. He reached up and tapped his earpiece, "What's up guys?" Pete drawled.

Over his com-link, he heard Robert Farrell's electronically distorted and flattened voice report, _"If you're done trying to terrorize those kiddies, we got a Code 666 at 10 West and 47__th__ Street." _

A map view popped onto his HUD, highlighting both his present location and the Code 666.

10 WEST 47TH STREET.  
NEW YORK DIAMOND EXCHANGE.

He felt his eyebrows raise several inches. _Somebody's feeling mighty ambitious,_ he soundlessly whistled.

_"NYPD is urgently requesting your assistance."_

"Right_._ Tell 'em to hold off 'til I get there," I proclaim and concentrated, sending out a frequency wave from my Spider-Sense. Instantly in response, the entire area was suddenly brilliantly lit by spotlights as a gigantic eight-legged monstrosity seemed to float down from the sky and hovered approximately a foot off the ground.

Spider-Man stepped up and onto the floating platform until he came to the center of the circular disc. He folded his arms across his chest and the Spyder Flyer began to rise. Inwardly, he groaned as he realized that even he's started referring to his aerial support/transport by the silly name that his agent came up with. Peter thought it was moronic but the kids loves the name so it stuck.

"And uh—remember, stay in school and don't do drugs!" I call out to the webbed up juvenile delinquents. He wondered if he could possibly come up with any more trite sayings as he got three incredulous stares in response.

Once the Flyer was of sufficient height, several of the articulated legs shifted so that the ends were pointing rearward and rocket nozzles extended themselves out of their housings and ignited, causing the Flyer to go shooting forward at high speed.

After a long moment of silence, one of the webbed up kids glanced his companion. "Hey. You think we shoulda asked him for his autograph?"

"Shut up!"

* * *

"Who triggered the 666?" Peter asked aloud.

Instantly, a new window in his HUD popped up and showed the SpyderBot's captured video of the break-in and froze on one in question and his costume.

**VISUAL FACIAL RECOGNITION MATCH: 98%.  
NAME: DILLION, MAXWELL  
ALIASES: MAX DILLION**

**ALTER EGO: ****_ELECTRO_**

A photo still of Electro _sans_ costume and a normal mugshot slid into place.

More data slowly scrolled upward detailing Electro's powers and then into his criminal history but Peter ignored it as he groaned and shook his head. "Oh for cryin' out loud. Didn't I just send this guy up a few months ago?"

_"Yeah, you did Boss. Apparently, they were bringing him down to start his trial when he managed to escape the transport van about a week and a half ago."_

Peter sighed and started up the video from SpyderBot—this time counting numbers. _Ten, plus Electro. _

He checked his location against the map display. _Four minutes or so…_ he estimated. He spoke into his pickup mike. "Check Status."

A new image popped up on his HUD as the Armor ran a diagnostic test sequence.

**Computer O/S…... 100%**

**ARMOR INTEGRITY…... 100%**

**POWER PACK …... 85%**

**AIR FILTERATION…... OK**

**EMERGENCY OXYGEN SUPPLY…... 100%**

**COMMUNICATIONS/COMLINK…... OK**

**INFRARED/VISION ENHANCEMENT…...OK**

**HUDS…...OK**

**SOUND AMPLIFICATION/DAMPENING…...OK**

**TARGETING COMPUTER…...OK**

**FLIGHT PACK…...¾ FUEL/40 MIN. FLIGHT**

**VENOM BLASTERS…...70% CHARGED**

**LEFT GAUNTLET**

**_WEB FLUID…...80%  
_**_**IMPACT WEBBING…...8  
**_**_TOXIN DARTS…...30_**

**_STINGERS…...2 CONCUSSION  
_****_…..._**1 FLARE  
**_…..._**1 THERMAL

**RIGHT GAUNTLET**

**_WEB FLUID…...67%  
_**_**IMPACT WEBBING…...10  
**_**_TOXIN DARTS…...24_**

**_STINGERS…...2 CONCUSSION  
_****_…..._**1 MAGNETIC  
**_…..._**1 SMOKE

Peter imperceptibly nodded at the displayed store lists that flashed on his HUDS. He was carrying an almost full load.

_"Camera Drones and SpyderBots are deployed. Ready for your grand entrance kiddo,"_ a new gravelly voice echoed in Peter's earpieces.

"Max! I thought you were gone for the day," Peter blurted out.

_"I'm old kid, I ain't dead yet,"_ Peter's long-time promoter, agent, and all-around nudge laughed.

Even after the death of his wife Trudy, Maxie Shiffman had continued as Peter's agent—though he had cut down on his day-to-day involvement. _"This looks like this will be a nice finish to this week's Reality TV episode. Oh yeah, you better wrap this up fast kid—yer wife warned me that you had better not be too late for your dinner date or she'll take it outta my hide,"_ he warned teasingly.

"Oh crap," Peter glanced at the chronometer display and winced.

_"And remember to use your catchphrase."_

Peter groaned. "Awww Maxie…" he whined.

_"Hey kid, approximately 8 out of 10 kids who are in the 12 and under demographic respond favorably to it."_

"And everybody else thinks it's stupid," Peter muttered. _Including me._

* * *

"Infrared Mode," I quietly vocalize, allowing the voice command software to switch imaging modes—turning the building into a graphic of cool blues and greens while a number of yellow and orange splotches popped up.

Peter quickly noticed that one of the hot spots was bright red, radiating massive amounts of heat. _Electro. _Unfortunately he was also out of his line of fire.

But if nothing else, the infrared image gave me an idea of approximately where the criminals were in relation to me and a rough shape of the room itself as I descended on a webline.

I wait a moment and then trigger my chest light, illuminating the group in a crimson red light stylized as a gigantic spider shape.

"Isn't after business hours boys?" I call out cheerfully as the entire group freezes.

"Oh geez!"

"It's—"

"That's right! It's Spidey-Time!" I carol out as I leap forward.

He heard a muffled titter over the comlink. Peter switched to the privacy channel. "I heard that you know," he said sourly.

_"Sorry Pete,"_ Robert said, struggling not to giggle.

I squeeze off six Impact Webbing rounds, enveloping two of the common thugs—the third however was quicker than his companions and dodged, part of his arm was caught by the rapidly expanding web cocoon but he still had his gun free and he brought it up and fired several rounds.

I cursed and so did his companions as he came close to clipping them as well—and unlike them, I was wearing bulletproof armor.

I launched a pair of weblines, entangling the cocooned pair's feet and with a hard jerk of spider-strength; caused them to land flat on their backs and knocking the wind out of them. It was the best I could do to get them out of the line of fire.

With a tremendous leap, I flipped into the air—while simultaneously performing multiple rolls to confuse them before I landed, springing up again—bouncing off a wall to come at them at an unexpected angle. I slammed a fist into the jaw of one thief with enough spider-strength to send him spinning around before falling onto the floor. He probably wasn't out of the game but it would take him a few minutes to recover.

I hopped and momentarily balanced my feet on the shoulders of another criminal before slam dunking him into the floor. He was definitely out for the count as I cartwheeled around and used a double kick to send a pair of thieves hurtling through the air and slamming into the wall before sliding down in a crumpled heap.

My Spider-Sense shrieked—and I leaped sidewise to evade a sizzling bolt of electricity that slammed into the spot that I had been standing in. _Electro! Damn!_

I had hoped to neutralize more of regular thugs before tackling the electrified criminal. I fired off a trio of precious Impact Webbing rounds that are instantly incinerated in another high voltage blast of electricity.

_This was definitely going to complicate matters,_ I grimaced.

"Get him!" Electro bellows. There is a barrage of gunfire—I flip, roll, and dodge the stream of projectiles. Most of the store doesn't quite survive though. Picture frames explode, glass cases shatter, and other furnishing are torn apart by the barrage. I somersault and adhere momentarily to the ceiling upside down and rapidly spray a mass of webbing into the air that falls like a gigantic net onto the majority of the thieves—including Electro.

Once more my Spider-Sense buzzes and I cut my adhesion to the ceiling, causing gravity to reassert itself on me and I freefall—allowing me to evade three bullets aimed at me. My hands snap out to break my fall, causing me to be momentarily performing a handstand before I flip back up. A targeting cross-hairs lock onto one of the thieves. My fingers twitches into a modified gun-like pose and a blast of electricity lashes out to shock him unconscious.

_Electro isn't the only one who can throw around high-intensity voltage. I haven't dared use my Venom Blasts before because I was afraid that Electro would be able to absorb it—or turn it against me. _

My other hand comes up and I loose another Venom Blast

_But now that he's currently distracted, I have to make the most of this opportunity before he gets free._

I whip around—trying to lock onto the third gunman but he's already seen his friends go down and he's not about to follow in their footsteps; he's already under cover.

A jangle from my Spider-Sense alerts me that Electro has burned his way free of my webbing net. He's ripping it apart—freeing the others.

He looks murderously at me and his hand snaps up to unleash a huge streak of lightning. My Spider-Sense and Spider-Reflexes enable me to leap skyward, performing a jumping split kick to evade the crackling bolt and lob a few web balls at Electro, one of them actually manages to splatter over his face, blinding him.

One of the other thugs has apparently recovered from my beating—I think it's Mr. Jaw Punch and he's eager to return the favor as he comes rushing up when I land. I lazily duck and dodge the clumsy punches before reaching out to grab his shoulder and unleash a pinpoint Venom Blast to knock him out.

Another criminal tries to brain me with a makeshift club. Apparently he's never heard of my famous Spider-Sense as I backflip over him and dropped down behind Sneaky whose looking around—apparently confused at my sudden vanishing act.

"Yo!" I call out, tapping the man on one shoulder while my other hand comes up. His instinctive glance over his shoulder however exposes his neck for me.

My gauntlet split open and a gun port extended out and with a puff of compressed air, shoots out a thin needle projectile.

"OW!" he shrieked. "He shot me! He fuckin' shot me with a—a needle!" he yelled as his hand came up and encountered the metal barb still lodged in his neck. Then his eyes rolled back into his head and he swayed drunkenly before he collapsed.

_Heh heh. Gotta love the knock-out drug that the Toxin Darts are liberally coated with. _

Unfortunately, I missed Electro prying off my web blindfold and electricity sparking from his hate-filled glare. My Spider-Sense shrieks as Electro releases a huge wave that's impossible to dodge—!

**KRA-THOOOOM!**

I bit back a yell as I go flying through the air, smashing through the plate glass windows to land on the hard pavement. _Ow._

Fortunately, the built-in electrical insulation held up and the impact dissipating features of the armor absorbed most of it—it would leave a bruise but I wasn't nursing broken bones. I got a momentary flicker on the HUDS but nothing major.

_Well—at least I got more room to maneuver out here, _I consider.

**"GONNA FRY YOU—YOU—"** Electro rages.

I snap one arm out and fire a webline to snag a large metal old fashioned newspaper dispenser. With a tug of Spider-Strength, I whipped it around as a makeshift projectile to slam into Electro, abruptly cutting him off.

"Right, let me know when you come up with a suitable adjective," I reply lightly.

My Spider-Sense tingles and I see the last three criminals gathering to make a final charge. _Damn, I need to finish these small fry off fast so that I can concentrate on Electro—_I realize and rush forward, ignoring the increasing buzzing of my Spider-Sense and the hail of bullets—trusting in the durability of my armor. I wade into them and deliver crushing blows and strikes, sufficient to render them immobile or unconscious without permanent injury.

I grab the last one. Jeez, this one looks like just a kid—suddenly my Spider-Sense screams and I spin to see Electro powering up for a huge lightning bolt. "DOWN!" I roar, throwing the kid to the pavement even as I bend backwards like I don't have a spine—as the thunderous crash of lightning shrieks through the air just missing me.

I kick up. "Missed me! Missed me! Nah! Nah!"

Lightning crawls and crackles all around Electro, sparks fly from his eyes.

_Oooh. He's really mad now. Perhaps taunting him was a mistake… _

_… nah. _

Electro is in the center of a thunderstorm, his entire body is radiating huge amounts of electricity that he hurls—over me? _What the—_**KRA-KOOOOM!**

I turn and freeze momentarily as the entire building behind us starts to collapse. "Maniac!" I roar, realizing that I wasn't his target. But I whip around and see the last remnants of his gang still lying flattened on the street and reduced to collateral damage.

I want to scream more but the chunks of wall, bricks and mortar are raining down and I have no time left…

* * *

Electro pants heavily as he surveys the rubble strewn street that is nearly several feet deep in shattered bricks. Nothing moves. "I DID IT!" he shrieks victoriously.

**"I KILLED SPIDER-MAN!"**

* * *

A piece of rock rattles as it falls. Then another skitters away—the entire mound of rubble is trembling and then it explodes outward revealing the Superior Spider-Man. "ELECTRO!" he roars in fury.

"NO!" Electro shrieks in horror and recoils instinctively.

"YES!" I scream as I bound forward. Electro summons up more lightning—but it's pathetically tiny and small shocks. He's expended too much in his last attack—he needs time to regenerate his stored electrical energies.

I slam a roundhouse punch into Electro, sending him staggering. He struggles to remain standing but his legs are trembling. I send a command frequency wave on my Spider-Sense and the Spyder Flyer responds, illuminating him in it's spotlights. The sudden floodlight surprises him and blinds him. "Wha—!"

A rotary cannon pops out and rotates around and a laser targeting designator locks on Electro's body.

"It's over," I growl as the mini-gatling gun spins and slugs of goopy web fluid are launched and impact Electro, causing him to scream in pain. Getting hit with those web slugs are something like getting hit by rubber bullets repeatedly. I would have a lot more sympathy for his shrieks of agony if he didn't just try to kill a bunch of his own guys—and myself too.

Finally, all that's left is a pitifully moaning figure that is coated—completely slimed with web fluid that is rapidly hardening and leaving him immobile and neutralized.

The Spyder Flyer uses it's sensor arrays to check on the status of the other buried criminals turned victims and relays their life sign readings to my HUD. _It had been close,_ I realize that they're all seem to be alive and unhurt.

* * *

**Flashback…**

_Even as the bricks came tumbling down, I realize that I'm fast enough that I could probably escape being buried but the others—they're criminals but they don't deserve this!_

_I fling up my arms and my gauntlets snap open, revealing the Stingers. I've always been a bit leery about them. Sure, they've proven bloody useful but I've always felt ridiculously overarmed carrying them around. But considering the threats I've faced as a member of the Avengers and then as part of the Fantastic Four—have shown the value of having such destructive weapons as an option. _

_Micro-rockets ignite and I launch all 4 Concussion Stingers, blowing huge chunks of the wall apart even I expend the last of my Impact Webbing and regular web fluid reservoirs to shield the last members of Electro's so-called associates. Even then, I'm forced to throw myself on the last one and use my own body to shield him from the crushing weight of the debris._

* * *

Sal Lombardi groans as he gets up and sees Spider-Man staring down at him. He fumbles for his gun and points it trembling at the Arachnid Avenger who shakes his head with a tired sigh, "Give it up."

"I can't go to jail!" Sal yells.

"It's over."

"Mister Electro will—will—"

"No, he won't. If you're counting on Max Dillon to help, you're living in a fantasy world. Electro looks after Electro. Maybe you missed the part where he nearly killed you and the others?"

The shaking gun drooped momentarily.

"Yeah. He did. Understand this … he doesn't care about you. About who he hurts. About the lives he destroys. You might think that you're some sort of noble crook—stealing from those who can afford it—but in the end—you're just hurting the owners, the employees, and the insurance company who would have suffered from this loss. People who probably didn't do a damn thing to you."

"I—I—"

"The cops have this place road blocked. Electro is caught. And so are all of the others. You're not getting away. So I gotta ask you … is it worth it? Worth being an attempted murderer in addition to being a failed crook?"

Sal bites his lip and then … drops the gun and sinks down.

I pick up the gun absently as I stare down at the defeated criminal. _OK, maybe I picked up some stuff from Cap after all,_ I reflect as I tap my earpiece. "Robbie, tell the police can come in and take the prisoners," I inform him even as I direct the Spyder Flyer to use it's articulated legs to begin moving the debris to reveal the protective webbed cocoons that I rapidly spun to shield the other members of Electro's gang.

_"Nice takedown kiddo,"_ I hear Maxie proclaim heartily. I can almost hear the satisfied grin and him lighting a cigar and leaning back in his chair with his feet propped on his desk. _"Good job working your sound byte in too."_

I groan. "I should have made them cut me saying that stupid sound byte a year ago," I mutter. At the time however, it seemed harmless.

I hear the wail of approaching sirens over Max replying, _"Hey, Ben Grimm's_ 'It's Clobberin' Time' _is his trademark, this is yours."_

"Yeah and his is stupid too. I want a better catchphrase Maxie."

Max laughed and his channel cut off as the police officers arrived and I had to give them a quick statement and downloaded a copy of the SpyderBot and Camera Drones' unedited footage for them.

One of the officers even begged for an autograph which I happily complied. I check the chronometer again. If I rush, I'll only be a _little_ late for dinner. _What a novelty!_

* * *

The Spyder Flyer soars over the streets of New York as I massage my neck and twist it around, hearing it crack.

"List private messages," I command.

A floating holographic screen forms as my artificial assistant went to work, parsing through my messages for those on a selected contact list.

After a moment, it began to recite, _"Harry Osborn confirms your lunch appointment on Friday. Hank Pym forwarded a paper on biochemistry that he would like you to peer review before publication. Susan Richards sent an invitation to her daughter's birthday party in two weeks. Tony Stark wants to discuss a business capital venture between Stark Industries and Parkerdyne. Doctors Curt Connors and Hank McCoy reports that the latest tissue regeneration trials were very favorable and is proceeding to next experimental stage."_

"Right. Check our lunch reservations for Friday. Send the Pym paper and Stark's prospectus to my message box, I'll read them later. I also want to see the regeneration trials and send my congratulations to Connors and McCoy. And clear my calendar for Valeria's birthday party," I reply as the Flyer banks around for the final approach to the Parkerdyne Skyscraper.

I resist wincing at the gigantic spider motif that forms the windows pane design. Horribly gaudy, but Maxie had persevered that it was like free PR and he had caved as Uncle Ben had approved of it as well.

As the Flyer seems to approach a seemingly blank wall, I reach out with my Spider-Sense to send a certain frequency that causes gigantic pair of doors to retract and allowing the Flyer to land inside Spider's Lair. I pop open my helmet as we land and the hanger doors close shut.

"Hey Chief!" Hobie Brown called out from tinkering with a partially dismantled replacement turbine for the Spyder Flyer.

"Hobie!" I respond with a smile and wave. I stroll up to the center of a platform and extend my arms up even as dozens of waldos sprang up and begin removing the Spider-Armor from me.

"Must have been a quiet night if the Armor is barely banged up…" Hobie remarked, strolling over and peered critically as at a scorch mark from a near-miss by Electro. "…should be able to wash that off with a little soap," he observes as he rubs a finger on it experimentally and examines his fingertip critically.

"Just minor stuff," I agree as I strip off the undersuit and step into the shower. Aside from some minor dings and scratches, the Armor isn't damaged at all.

"Any problems?"

"Well, the right turbine in the flight pack seemed to be fluttering a bit when I maxed it out," I call out as I turn on the shower.

"Got it. I'll take it out and strip it," Hobie said and I heard him muttering to himself as I've noticed that he does when he's thinking hard, "…better diagnostic system to check that out…"

I tune him out and let the multiple hot water jets wash off the sweat and grime that's built up. I sigh in relief and allow myself to be massaged by the pressurized water. All too soon, I exit the shower and grab a towel and hit a pressure plate with an elbow, blasting my body with hot air.

Dried, I quickly dressed in civilian clothing as I enter the private elevator reserved for me and my family as it rises to the upper penthouse floors of the Parkerdyne Skyscraper.

* * *

**_As one can see, this is a very different Peter Parker and his costumed namesake. He is financially wealthy, the owner of large corporation, a peer to the greatest minds on his time, the idol of billions, and a media television sensation._**

**_But how did he become a multi-billionaire? How did he become so successful? How did he become a Superior Spider-Man than the more familiar one you know?_**

**_I, Uatu see the possibilities. I see the potentialities of the entire multiverse. I see where a momentary impulse can completely alter the course of history…_**

* * *

**Many years ago…**

"Stop him!"

Peter Parker still clad in his Spider-Man outfit blinked and turned, hearing the shout and saw a police officer chasing after a skinny guy who was dashing down the hall.

He froze before almost instinctively, his hand came up and walloped the guy, knocking him on his butt and cracking his head on the floor.

Peter winced and bent down to check the guy's pulse and make sure that he hadn't accidentally killed him. He had forgotten for a moment that he was a lot stronger than he was before.

The police officer came puffing up. "Nice hit, son," he said, clapping a friendly hand on his shoulder.

"No problem, officer. Uh … just who is this guy anyways?"

"Just some dirtbag who robbed a business office on this floor. They tripped the silent alarm. He almost got away. Lucky thing you were here," the cop remarked as he pulled out a pair of handcuffs.

"Uh … yeah, sure," I said, rubbing the back of my head embarrassed.

* * *

**_Yes, for that moment of decision would inadvertently saved the life of his Uncle Ben Parker from the very same burglar that another Peter Parker would allow to escape. _**

**_Without that traumatic moment, Spider-Man never abandoned his media career and on the commercial exploitation of his abilities—although he would never be able to escape the occasional super-villain who crossed his path or altruistic cause and he would ultimately become not just a media superstar but superhero as well._**

**_For this was what happened next…_**

* * *

**A/N: ** _Peter Parker and the Amazing Spider-Man obviously does not belong to me but rather is trademarked by _Marvel Comics_—which is part of Walt Disney Company as are the various characters mentioned herein. _

_I haven't seen the newest iteration of "The Superior Spider-Man" comic yet, but I was personally quite dismayed at the news that they were killing off Peter Parker and replacing him with Dr. Octopus in Pete's body. Personally, I have a feeling that Marvel will be forced to ultimately reverse the whole thing, but we'll just have to grit our teeth and bear with this dubious idea—for however long it lasts. _

_I estimate at least a year before they scrap this and bring back Peter, but the idea of a "Superior Spider-Man" got me thinking about how Pete could be superior to the familiar Friendly Neighborhood Spidey that we all know and love, resulting in this story._

_For those of you curious, I'm envisioning the Spider-Armor that Peter is sporting in this story as being cosmetically similar to the outfit he was wearing in the recent "Ends of the Earth" story arc. _


End file.
